Fiscal Second Quarter 2026 Key Highlights:
Revenue was $102.9 million, compared to $107.0 million in the prior-year period
Gross margin increased 80 basis points to 33.6%, compared to 32.8% in the prior-year period
Operating loss was $2.0 million, compared to operating income of $2.1 million in the prior-year period.
Excluding a non-cash goodwill impairment charge of approximately $4.0 million in the Steel Manufacturing segment, the fiscal second quarter 2026 operating income would have been approximately $2.0 million
Net loss was $2.4 million and diluted loss per share was $0.80, compared to net income of $15.9 million and diluted earnings per share ("EPS") of $5.05 in the prior-year period.
Current-year period results include a non-cash goodwill impairment charge of approximately $4.0 million in the Steel Manufacturing segment and a $1.4 million gain on Employee Retention Credits in the Retail-Flooring segment.
Prior-year period results benefited from a $22.8 million gain related to the modification of the Flooring Liquidators, Inc. ("Flooring Liquidators") seller note
Adjusted EBITDA¹ was $5.9 million, compared to $6.4 million in the prior-year period
Total assets were $392.5 million, and stockholders' equity was $92.9 million as of March 31, 2026
Approximately $39.8 million in cash and availability under the Company's credit facilities as of March 31, 2026
"Our Retail-Entertainment and Flooring Manufacturing segments delivered strong operating income growth of 32.8% and 24.0%, respectively. These gains were offset by continued macroeconomic headwinds in the new-home construction and home-refurbishment markets, which negatively impacted our Retail-Flooring segment, as well as by a non-cash goodwill impairment charge of approximately $4.0 million in our Steel Manufacturing segment. Consolidated operating income before the non-cash goodwill charge would have been approximately $2.0 million, essentially in line with the prior-year period," said David Verret, Chief Financial Officer of Live Ventures.
"This quarter demonstrated both the resilience of our business model and the ongoing challenges in the Retail-Flooring market. We are focused on reducing costs and improving operations across our businesses, and we are pleased with the operating improvements in our Retail-Entertainment and Flooring Manufacturing segments. We remain committed to building on that progress in the second half of the fiscal year while driving further efficiencies in our Retail-Flooring business," commented Jon Isaac, President and Chief Executive Officer of Live Ventures.
1 Adjusted EBITDA is a non-GAAP measure. A reconciliation of the non-GAAP measures is included below.
Second Quarter Fiscal Year 2026 Financial Summary (in thousands except per share amounts)
For the three months ended March 31,
2026
2025
% Change
Revenue
$
102,899
$
107,013
-3.8
%
Gross profit
$
34,580
$
35,148
-1.6
%
Operating (loss) income
$
(2,009
)
$
2,092
N/A
Net (loss) income
$
(2,448
)
$
15,866
N/A
Diluted (loss) earnings per share
$
(0.80
)
$
5.05
N/A
Adjusted EBITDA¹
$
5,878
$
6,446
-8.8
%
Revenue decreased approximately $4.1 million, or 3.8%, to $102.9 million for the quarter ended March 31, 2026, compared to $107.0 million in the prior-year period. The decrease primarily reflects a decline of approximately $7.2 million in the Retail-Flooring segment, partially offset by an increase of approximately $2.7 million in the Retail-Entertainment segment.
Gross profit decreased approximately $0.6 million, or 1.6%, to $34.6 million for the quarter ended March 31, 2026, compared to $35.1 million in the prior-year period, driven primarily by lower revenues in the Retail-Flooring segment. Gross margin increased 80 basis points to 33.6%, compared to 32.8% in the prior-year period, reflecting improved margins in the Steel Manufacturing, Flooring Manufacturing, and Retail - Flooring segments as well as a more favorable revenue mix, as the higher-margin Retail-Entertainment segment represented a larger share of consolidated revenue.
Operating loss was $2.0 million for the quarter ended March 31, 2026, compared to operating income of $2.1 million in the prior-year period, representing a $4.1 million year-over-year decrease. The decrease was primarily driven by a non-cash goodwill impairment charge of $4.0 million in the Steel Manufacturing segment and lower revenues in the Retail-Flooring segment, partially offset by improved operational performance in the Retail-Entertainment, Flooring Manufacturing, and Corporate and Other segments. Excluding a non-cash goodwill impairment charge, consolidated operating income would have been approximately $2.0 million, compared to $2.1 million in the prior-year period.
For the quarter ended March 31, 2026, net loss was approximately $2.4 million, and diluted loss per share was $0.80, compared to net income of approximately $15.9 million and diluted EPS of $5.05 in the prior-year period. The net loss for the quarter ended March 31, 2026, includes a non-cash goodwill impairment charge of approximately $4.0 million in the Steel Manufacturing segment and a $1.4 million gain on Employee Retention Credits in the Retail-Flooring segment. The prior-year period benefited from a $22.8 million gain related to the modification of the Flooring Liquidators' seller note.
Adjusted EBITDA¹ for the quarter ended March 31, 2026, was approximately $5.9 million, a decrease of $0.6 million, or 8.8%, compared to $6.4 million in the prior-year period. The decrease in Adjusted EBITDA¹ was primarily due to lower gross profit.
As of March 31, 2026, the Company had total cash availability of approximately $39.8 million, consisting of $15.2 million in cash on hand and $24.6 million available under its various lines of credit.
Second Quarter Fiscal Year 2026 Segment Results (in thousands)
For the three months ended March 31,
2026
2025
% Change
Revenue
Retail - Entertainment
$
21,205
$
18,467
14.8
%
Retail - Flooring
20,208
27,399
-26.2
%
Flooring Manufacturing
30,285
31,283
-3.2
%
Steel Manufacturing
32,545
31,487
3.4
%
Corporate & Other
4
6
-33.3
%
Intercompany eliminations
(1,348
)
(1,629
)
N/A
Total Revenue
$
102,899
$
107,013
-3.8
%
For the three months ended March 31,
2026
2025
% Change
Operating (loss) income
Retail - Entertainment
$
3,317
$
2,498
32.8
%
Retail - Flooring
(4,599
)
(2,741
)
-67.8
%
Flooring Manufacturing
1,968
1,587
24.0
%
Steel Manufacturing
(1,674
)
2,185
N/A
Corporate & Other
(935
)
(1,344
)
30.4
%
Intercompany eliminations
(86
)
(93
)
N/A
Total Operating (loss) Income
$
(2,009
)
$
2,092
N/A
For the three months ended March 31,
2026
2025
% Change
Adjusted EBITDA¹
Retail - Entertainment
$
3,529
$
2,755
28.1
%
Retail - Flooring
(3,232
)
(1,591
)
-103.1
%
Flooring Manufacturing
2,917
2,526
15.5
%
Steel Manufacturing
3,681
4,080
-9.8
%
Corporate & Other
(931
)
(1,231
)
24.4
%
Intercompany eliminations
(86
)
(93
)
N/A
Total Adjusted EBITDA¹
$
5,878
$
6,446
-8.8
%
For the three months ended March 31,
2026
2025
Adjusted EBITDA¹ as a percentage of revenue
Retail - Entertainment
16.6
%
14.9
%
Retail - Flooring
-16.0
%
-5.8
%
Flooring Manufacturing
9.6
%
8.1
%
Steel Manufacturing
11.3
%
13.0
%
Corporate & Other
N/A
N/A
Intercompany eliminations
N/A
N/A
Total Adjusted EBITDA¹
5.7
%
6.0
%
as a percentage of revenue
Retail, Entertainment
Retail-Entertainment segment revenue for the quarter ended March 31, 2026 was $21.2 million, an increase of approximately $2.7 million, or 14.8%, compared to $18.5 million in the prior-year period. The revenue growth was driven by strong consumer demand across all product lines. Gross margin for the quarter decreased to 57.9%, from 59.1% in the prior-year period, reflecting a shift in the sales mix toward new products, which typically have lower margins. Operating income for the quarter ended March 31, 2026 was $3.3 million compared to y $2.5 million in the prior-year period. Strong revenue growth and disciplined management of general and administrative expenses drove the improvement in operating results.
Retail, Flooring
Retail-Flooring segment revenue for the quarter ended March 31, 2026 was $20.2 million, a decrease of approximately $7.2 million, or 26.2%, compared to $27.4 million in the prior-year period. The decline was primarily driven by lower retail and contractor sales due to the continued headwinds in the new-home construction and home-refurbishment markets. Gross margin for the quarter was 34.9%, compared to 34.4% in the prior-year period. The increase was primarily due to sales mix. Operating loss for the quarter ended March 31, 2026 was $4.6 million, compared to an operating loss of $2.7 million in the prior-year period. The increase in operating loss was driven mainly by lower revenue and gross profit, partially offset by lower general and administrative expenses resulting from cost-reduction initiatives implemented during fiscal year 2025.
Flooring Manufacturing
Flooring Manufacturing segment revenue for the quarter ended March 31, 2026 was $30.3 million, a decrease of approximately $1.0 million, or 3.2%, compared to $31.3 million in the prior-year period. The decline was primarily attributable to reduced demand in the new-home construction and home-refurbishment markets. Net of intercompany eliminations, revenue decreased approximately $0.6 million compared to the prior-year period. Gross margin for the quarter increased to 26.9%, compared to 26.5% in the prior-year period. The increase in gross margin was primarily due to improved manufacturing efficiency. Operating income for the quarter ended March 31, 2026 was $2.0 million, compared to $1.6 million for the prior-year period. The increase in operating income was primarily due to improved gross margins and lower operating expenses resulting from cost-reduction initiatives.
Steel Manufacturing
Steel Manufacturing segment revenue for the quarter ended March 31, 2026 was $32.5 million, an increase of approximately $1.1 million, or 3.4%, compared to $31.5 million in the prior-year period. The increase in revenue was primarily driven by higher sales volumes in the fabricated, hardened wear, and tool and die businesses, partially offset by lower revenue in the metal forming, assembly, and finishing solutions business. Net of intercompany eliminations, revenue increased approximately $0.9 million compared to the prior-year period. Gross margin was 22.1% for the quarter, compared to 21.0% for the prior-year period. The increase in gross margin was primarily due to a more favorable sales mix. Operating loss was $1.7 million for the quarter ended March 31, 2026 compared to operating income of $2.2 million in the prior-year period, representing a $3.9 million year-over-year decrease. The decrease was primarily driven by a non-cash goodwill impairment charge of a$4.0 million related to PMW.
Corporate and Other
Corporate and Other segment operating loss was $0.9 million and $1.3 million for the quarters ended March 31, 2026, and 2025, respectively. The reduction in operating loss was primarily attributable to lower corporate expenses, including compensation and professional fees.
Six Months FY 2026 Financial Summary (in thousands except per share amounts)
For the six months ended March 31,
2026
2025
% Change
Revenue
$
211,443
$
218,521
-3.2
%
Gross profit
$
69,933
$
70,510
-0.8
%
Operating income
$
1,442
$
2,854
-49.5
%
Net income (loss)
$
(2,512
)
$
16,358
N/A
Diluted earnings (loss) per share
$
(0.82
)
$
5.20
N/A
Adjusted EBITDA¹
$
13,673
$
12,191
12.2
%
Revenue decreased approximately $7.1 million, or 3.2%, to $211.4 million for the six months ended March 31, 2026, compared to revenue of $218.5 million in the prior-year period. Net of intercompany sales eliminations, the decrease primarily reflects a decline of approximately $12.2 million in the Retail-Flooring, Flooring Manufacturing, and Steel Manufacturing segments, partially offset by an increase of approximately $5.1 million in the Retail-Entertainment segment.
Gross profit decreased by approximately $0.6 million, or 0.8%, to approximately $69.9 million for the six months ended March 31, 2026, compared to $70.5 million in the prior-year period, primarily due to lower revenue in the Retail-Flooring segment. Gross margin increased 80 basis points to 33.1%, compared to 32.3% in the prior-year period, reflecting improved operating efficiencies in the Flooring Manufacturing and Steel Manufacturing segments, as well as a more favorable revenue mix, as the higher-margin Retail-Entertainment segment represented a larger share of consolidated revenue.
Operating income decreased $1.4 million, or 49.5%, to $1.4 million for the six months ended March 31, 2026, compared to operating income of $2.9 million in the prior-year period. The decrease was primarily driven by a non-cash goodwill impairment charge of $4.0 million in the Steel Manufacturing segment and lower revenue in the Retail-Flooring segment, partially offset by improved operations in the Retail-Entertainment, Flooring Manufacturing, and Corporate and Other segments.
For the six months ended March 31, 2026, net loss was approximately $2.5 million, and diluted loss per share was $0.82, compared to net income of approximately $16.4 million and diluted EPS of $5.20 in the prior-year period. The net loss for the six months ended March 31, 2026, includes a non-cash goodwill impairment charge of approximately $4.0 million in the Steel Manufacturing segment and a $1.4 million gain on Employee Retention Credits in the Retail-Flooring segment. The prior-year period benefited from a $22.8 million gain related to the modification of the Flooring Liquidators' seller note, an approximately $2.8 million gain related to the settlement of the earnout liability from the PMW acquisition, and an approximately $0.7 million gain from the settlement of PMW seller notes.
Adjusted EBITDA¹ for the six months ended March 31, 2026, was approximately $13.7 million, an increase of $1.5 million, or 12.2%, compared to $12.2 million in the prior-year period. Adjusted EBITDA¹ increased despite lower operating income, reflecting lower operating expenses and the exclusion of a non-cash impairment charge.
Six Months FY 2026 Segment Results (in thousands)
For the six months ended March 31,
2026
2025
% Change
